# The Kohler-Businessness Decision: Case Analysis: Terminal Value

*Register to read the introduction…*Table 1 shows the relevant multiples for Kohler’s peer group. Depending on what multiples are used to value Kohler the estimation varies considerably. Table 2 demonstrates the range of these values. If Masco, with it’s generally high multiples, is excluded from the analysis the valuation would be roughly $1.2B. On the other extreme if Kohler’s value is based on Masco’s benchmark, the value leaps to nearly $3.7B. A strict average of the peer group would yield a value of $1.6B. Our best guess of value is closer to $2B based on the peer average being averaged with Masco’s profitability multiples as we feel that the fundamentals of Kohler and Masco are closely matched. These estimates do not include any discounts for the lack of liquidity or control that the shares are characterized by. Table 3 shows the value per share given a $2B market value and various discounts

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For example, using a standard deviation of a highly correlated distribution of stocks that includes 3 kitchen & bath companies and 3 engine & generator companies, the Beta will decrease from 2.67 to 1.52. Then, the new WACC would be 10.40%[Table 5]. Just this difference in Beta would make the per share value of the stock go from $164K to $251K with 0 discount (due to the lack of control and liquidity), and from $ 57K to $ 88K with 65 % discount [Table 7].

Kohler is most likely using a relatively high WACC and high discount to come up with a $58K value per share. As it is shown in Table 8, using a WACC of 14.19% and a discount of 65% for liquidity and control of the stock arrives at $57K per share.

On the other hand, the dissenting Kohler shareholders have probably used a much more generous approach to the value of Kohler’s shares. It appears they could be using a WACC close to 10% and not discount (liquidity and/or control) or a WACC of 8% and 30% discount to arrive at their $273,000 value per

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Specifically, by using his confidence levels (likelihood of winning vs. losing) in context with payout possibilities, a weight adjusted value can be derived for assessing an alternative settlement price [table9]. Using a simple binomial approach for calculating a theoretical settlement value provides an understandable and defendable approach for countering the dissenter’s initial offer. To help support the counter offer further, a secondary and unrelated method for valuing shares can be used as a comparable. In this case, using book value per share gives a comparable that supports the confidence weighted counter offer [table10] as being more favorable for the